The regulatory system for overseas issuance and listing of domestic enterprises will be further improved.
On April 2, the China Securities Regulatory Commission announced the “Provisions on Strengthening Confidentiality and File Management Related to the Overseas Issuance and Listing of Securities by Domestic Enterprises (Draft for Comment)” (hereinafter referred to as “Regulations”) to solicit public opinions, provide clearer guidelines for related confidentiality and file management work related to overseas listing, clarify the main responsibility of listed companies for information security, improve cross-border supervision cooperation arrangements, and provide a system for safe and efficient cross-border supervision cooperation Assure.
Since then, Chinese stocks have been boosted. Data show that on April 5, Beijing time, Chinese stocks rose as a whole, and five companies including Dingdong Maicai rose by more than 20%. As of the close of the day, the Nasdaq China Golden Dragon Index closed up 7.37%.
Market participants believe that the “Regulations” will help the relevant entities of overseas issuance and listing to carry out their work actively and orderly, and promote the Sino-US cross-border audit and supervision cooperation to reach an agreement as soon as possible. Build a regulatory environment for the sustainable and healthy development of Chinese concept stocks.
Revisions are grounded in legal and regulatory practices
deepen opening up on the premise of safety
The original “Regulations” were promulgated in 2009. Regarding this revision, the person in charge of the relevant department of the CSRC said in response to a reporter’s question, “For more than a decade, the relevant laws and regulations and institutional environment have changed significantly, and the market and regulatory practices have continued to deepen. It is increasingly inappropriate to adapt to the new situation.”
From the perspective of laws and regulations, the new Securities Law clearly states that “domestic enterprises directly or indirectly issue securities overseas or place their securities in Overseas listing and trading shall comply with the relevant regulations of the State Council.” Meanwhile, the cross-border supervision coordination system has been improved.
The “Opinions on Strictly Crackdown on Securities Illegal Activities in accordance with the Law” issued by the Central Office and the State Office in July last year clearly stated, “Hurry up to revise the regulations on strengthening the issuance of securities overseas and the The regulations on listing-related confidentiality and file management work consolidate the main responsibility for information security of overseas listed companies.
In December last year, the China Securities Regulatory Commission and the relevant departments of the State Council revised and drafted the “State Council on Regulations on the Administration of Overseas Issuance and Listing of Securities by Domestic Enterprises (Draft for Comments)”, and drafted the “Administrative Measures for the Recordation of Overseas Issuance and Listing of Securities by Domestic Enterprises (Draft for Comment)” and publicly solicitedAsk for advice.
The revision of the “Regulations” maintains the connection with the higher law, expands the scope of domestic enterprises, includes the indirect listing of domestic enterprises overseas, clarifies the main responsibility of listed companies for confidentiality, and clarifies Accounting file management requirements, revision of relevant overseas inspection regulations, etc.
Yang Zhiguo, executive president of Lixin Certified Public Accountants, said in an interview with the “Securities Daily” reporter that from the perspective of market practice, the revision of the “Regulations” will help in safeguarding the country’s At the same time of information security, deepen cross-border supervision cooperation, promote the orderly development of overseas securities issuance and listing activities of Chinese enterprises, ensure national economic security, protect social and public interests, standardize related confidentiality and file management, and promote domestic enterprises to issue securities overseas. It plays a very important role in the standardization and legalization of listing.
PricewaterhouseCoopers Zhongtian North District Audit Supervisor Wang Song said in an interview with a reporter from Securities Daily that the revision of the “Regulations” is also to implement the March 16 State Council Financial One of the important measures requested by the thematic meeting of the Stability and Development Commission. Facing the current opportunities and challenges of economic globalization, the promulgation of the “Regulations” is an integrated measure to continue deepening reform and opening up, laying a foundation for handling the relationship between openness and security, and will continue to promote the diversity of capital market choices and provide financing for enterprises. , international development, and integration into the global economy to provide stronger support.
” The “Regulations” aim to adhere to financial openness on the premise of ensuring security, clarify that the provision of confidential information to the outside world must be subject to approval, and it is recognized that on-site inspections do not necessarily have to be led by domestic institutions etc.” Tian Lihui, Dean of Nankai University’s Financial Development Research Institute, said in an interview with a reporter from “Securities Daily”.
Cross-border regulatory cooperation is expected to strengthen
China concept stocks welcome a positive rebound
Wind Information data shows that there are currently 281 Chinese concept stocks listed in the United States. After the release of the “Regulations”, on April 5, Beijing time, 220 Chinese concept stocks rose, accounting for nearly 80%.
Market participants believe that the “Regulations” will play a positive role in the early reaching of consensus between Chinese regulators and overseas regulators on cross-border audit supervision. The predictability and certainty of the policy will gradually increase, and the market’s concerns may be gradually eliminated.
This year begins withRecently, three batches of 11 Chinese concept stocks have been included in the “pre-delisting list” by the SEC (US Securities and Exchange Commission). According to the “Foreign Company Accountability Act”, public companies will be subject to mandatory delisting and delisting for three consecutive years using an auditor that has not been reviewed by the PCAOB (US Public Company Accounting Oversight Board). In this regard, the Securities Regulatory Commission has responded twice. On March 31, the head of the International Department of the China Securities Regulatory Commission stated that whether the listed companies will truly delist in the next two years will ultimately depend on the progress and results of China-US audit and supervision cooperation.
“Many of the Chinese stock companies are leading companies in related industries in China, and some have strong international influence, but they are subject to the US “Foreign Company Questions”. Due to the impact of the relevant regulations issued by the US SEC and PCAOB, foreign investors have many doubts about whether many Chinese stock companies can continue to be listed in the US.” Yang Zhiguo said that if based on the revised “Regulations”, China Mineng has reached a new cross-border supervision mechanism agreement, which is expected to solve the unfavorable situation that China concept stocks are required to be terminated from listing in the future, which will help the sustainable and healthy development of listed China concept stocks.
“Regulations” deleted the statement that “on-site inspection should be mainly conducted by Chinese regulatory agencies, or rely on the inspection results of Chinese regulatory agencies”, which is considered by the market as a major reforms. “This reflects the open attitude of the regulatory authorities to cross-border audit and supervision cooperation, and provides institutional guarantee for the safe and efficient development of cross-border supervision cooperation.” Wang Song said, “The “Regulations” are a great way to solve the problem of cross-border supervision and cooperation between Chinese concept stocks. We are looking forward to the smooth progress of the follow-up negotiations between Chinese and American regulators.”
“The “Regulations” clarify the necessary system requirements, effectively reduce policy risks, and reflect The spirit of cross-border supervision and cooperation of understanding and coordination.” Tian Lihui believes.
Regulate enterprises and intermediaries
Orderly carry out overseas listing activities
“Regulations “Provide clearer guidelines for the next steps of overseas listed companies and intermediaries. Wang Song said, “The “Regulations” provide guidelines for auditors on how to handle confidential sensitive information in working papers, which will improve the efficiency of cross-border regulatory cooperation and facilitate the orderly development of overseas securities issuance and listing activities by Chinese domestic enterprises.”< br>
“The Regulations are necessary guidelines for the next step, and can encourage relevant Chinese enterprises and intermediaries to carry out overseas listing work based on a clear system.”Tian Lihui said.
“In addition, the “Regulations” will help more domestic enterprises to better plan and promote relevant arrangements for financing in overseas capital markets, and relevant intermediaries can conduct more standardized and orderly development The overseas listing-related business of domestic enterprises creates favorable conditions for the international development of more domestic enterprises and intermediaries.” Yang Zhiguo said.
After the “Regulations” are released, China Concept Stock companies and intermediaries also need to further improve their internal rules and procedures. Yang Zhiguo said, “In the future, relevant enterprises and intermediaries need to further sort out and improve the operating procedures and internal control systems related to confidentiality and file management based on the requirements of the new regulations, and implement them in the next step.”
From the company’s point of view, Wang Song believes that after the implementation of the “Regulations”, enterprises need to attach great importance to and strengthen data security and information protection, and carefully study and implement the requirements of relevant laws and regulations in light of their own work. , Tighten the string of data security and information protection. “Especially companies that have already been listed in overseas capital markets or companies that are planning to go public in overseas capital markets should think about and prepare in advance how to implement the main responsibility for information security mentioned in the “Regulations.”
“From the perspective of an accounting firm, the first is to strengthen data security, and the second is to continuously improve audit quality.” Wang Song believes that in terms of data security, the first is to establish a data protection system, followed by strict Implement specific measures for data security and information protection.
(original title “Relevant rules for overseas listing of enterprises welcome revisions, and cross-border regulatory cooperation is further promoted to obtain important institutional guarantees”)